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Mercurity Fintech Holding Inc. – ‘20-F’ for 12/31/21 – ‘EX-4.17’

On:  Wednesday, 6/15/22, at 4:17pm ET   ·   For:  12/31/21   ·   Accession #:  1410578-22-1880   ·   File #:  1-36896

Previous ‘20-F’:  ‘20-F’ on 4/28/21 for 12/31/20   ·   Next:  ‘20-F’ on 4/25/23 for 12/31/22   ·   Latest:  ‘20-F’ on 4/23/24 for 12/31/23   ·   13 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/15/22  Mercurity Fintech Holding Inc.    20-F       12/31/21   88:11M                                    Toppan Merrill/FA2

Annual or Annual-Transition Report by a Foreign Non-Canadian Issuer   —   Form 20-F   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual or Annual-Transition Report by a Foreign     HTML   1.76M 
                Non-Canadian Issuer                                              
 5: EX-4.10     Instrument Defining the Rights of Security Holders  HTML    145K 
 6: EX-4.11     Instrument Defining the Rights of Security Holders  HTML    133K 
 7: EX-4.16     Instrument Defining the Rights of Security Holders  HTML     57K 
 8: EX-4.17     Instrument Defining the Rights of Security Holders  HTML     49K 
 9: EX-4.18     Instrument Defining the Rights of Security Holders  HTML     55K 
 2: EX-4.2      Instrument Defining the Rights of Security Holders  HTML     90K 
 3: EX-4.7      Instrument Defining the Rights of Security Holders  HTML    178K 
 4: EX-4.9      Instrument Defining the Rights of Security Holders  HTML    144K 
10: EX-8.1      Opinion of Counsel re: Tax Matters                  HTML     25K 
11: EX-11.1     Statement re: the Computation of Earnings Per       HTML     51K 
                Share                                                            
12: EX-12.1     Statement re: the Computation of Ratios             HTML     28K 
13: EX-12.2     Statement re: the Computation of Ratios             HTML     28K 
14: EX-12.3     Statement re: the Computation of Ratios             HTML     25K 
15: EX-12.4     Statement re: the Computation of Ratios             HTML     25K 
16: EX-15.2     Letter re: Unaudited Interim Financial Info         HTML     24K 
22: R1          Document and Entity Information                     HTML     94K 
23: R2          Consolidated Statement of Financial Condition       HTML    152K 
24: R3          Consolidated Statement of Financial Condition       HTML     32K 
                (Parenthetical)                                                  
25: R4          Consolidated Statements of Operations               HTML    149K 
26: R5          Consolidated Statements of Comprehensive Loss       HTML     44K 
27: R6          Consolidated Statements of Changes in               HTML    100K 
                Shareholders' Equity                                             
28: R7          Consolidated Statements of Cash Flows               HTML    134K 
29: R8          Organization and Principal Activities               HTML    131K 
30: R9          Summary of Significant Accounting Policies          HTML     74K 
31: R10         Concentration of Risk                               HTML     29K 
32: R11         Discontinued Operations                             HTML     63K 
33: R12         Accounts Receivable, Net                            HTML     40K 
34: R13         Prepaid Expenses and Other Current Assets, Net      HTML     43K 
35: R14         Intangible Assets, Net                              HTML     71K 
36: R15         Goodwill                                            HTML     33K 
37: R16         Accrued Expenses and Other Current Liabilities      HTML     42K 
38: R17         Income Taxes                                        HTML     46K 
39: R18         Ordinary Shares                                     HTML     30K 
40: R19         Fair Value Measurement                              HTML     29K 
41: R20         Share Based Compensation                            HTML    133K 
42: R21         Related Party Balances and Transactions             HTML     48K 
43: R22         Commitments and Contingencies                       HTML     30K 
44: R23         Mainland China Contribution Plan                    HTML     29K 
45: R24         Statutory Reserves and Restricted Net Assets        HTML     29K 
46: R25         Subsequent Events                                   HTML     32K 
47: R26         Summary of Significant Accounting Policies          HTML    122K 
                (Policies)                                                       
48: R27         Organization and Principal Activities (Tables)      HTML     98K 
49: R28         Discontinued Operations (Tables)                    HTML     69K 
50: R29         Accounts Receivable, Net (Tables)                   HTML     40K 
51: R30         Prepaid Expenses and Other Current Assets, Net      HTML     43K 
                (Tables)                                                         
52: R31         Intangible Assets, Net (Tables)                     HTML     71K 
53: R32         Goodwill (Tables)                                   HTML     32K 
54: R33         Accrued Expenses and Other Current Liabilities      HTML     42K 
                (Tables)                                                         
55: R34         Income Taxes (Tables)                               HTML     38K 
56: R35         Share Based Compensation (Tables)                   HTML    121K 
57: R36         Related Party Balances and Transactions (Tables)    HTML     50K 
58: R37         Commitments and Contingencies (Tables)              HTML     29K 
59: R38         ORGANIZATION AND PRINCIPAL ACTIVITIES - Additional  HTML     42K 
                Information (Details)                                            
60: R39         Organization and Principal Activities (Details)     HTML     47K 
61: R40         Organization and Principal Activities - Financial   HTML    116K 
                statement balances and amounts of the VIE and                    
                VIE's subsidiaries (Details)                                     
62: R41         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -        HTML     55K 
                Additional information (Details)                                 
63: R42         CONCENTRATION OF RISK - Additional information      HTML     25K 
                (Details)                                                        
64: R43         DISCONTINUED OPERATIONS - Financial results of      HTML    115K 
                food supply chain entities (Details)                             
65: R44         DISCONTINUED OPERATIONS - Balances due from(To)     HTML     28K 
                Related Parties (Details)                                        
66: R45         Accounts Receivable, Net (Details)                  HTML     38K 
67: R46         Prepaid Expenses and Other Current Assets, Net      HTML     35K 
                (Details)                                                        
68: R47         Intangible Assets, Net (Details)                    HTML     44K 
69: R48         Intangible Assets, Net - Movement of acquired       HTML     55K 
                intangible assets (Details)                                      
70: R49         GOODWILL - Changes in Goodwill (Details)            HTML     29K 
71: R50         Goodwill - (Details)                                HTML     29K 
72: R51         Accrued Expenses and Other Current Liabilities      HTML     38K 
                (Details)                                                        
73: R52         Income Taxes (Details)                              HTML     50K 
74: R53         Ordinary Shares (Details)                           HTML    154K 
75: R54         Fair Value Measurement (Details)                    HTML     35K 
76: R55         Share Based Compensation (Details)                  HTML    177K 
77: R56         Share Based Compensation - Additional information   HTML    213K 
                (Details)                                                        
78: R57         Related Party Balances and Transactions (Details)   HTML     54K 
79: R58         Commitments and Contingencies (Details)             HTML     31K 
80: R59         Net Loss Per Share (Details)                        HTML     84K 
81: R60         Mainland China Contribution Plan (Details)          HTML     27K 
82: R61         Statutory Reserves and Restricted Net Assets        HTML     34K 
                (Details)                                                        
83: R62         Subsequent Events (Details)                         HTML     27K 
86: XML         IDEA XML File -- Filing Summary                      XML    144K 
84: XML         XBRL Instance -- tmb-20211231x20f_htm                XML   2.06M 
85: EXCEL       IDEA Workbook of Financial Reports                  XLSX    117K 
18: EX-101.CAL  XBRL Calculations -- tmb-20211231_cal                XML    156K 
19: EX-101.DEF  XBRL Definitions -- tmb-20211231_def                 XML    706K 
20: EX-101.LAB  XBRL Labels -- tmb-20211231_lab                      XML   1.20M 
21: EX-101.PRE  XBRL Presentations -- tmb-20211231_pre               XML    998K 
17: EX-101.SCH  XBRL Schema -- tmb-20211231                          XSD    193K 
87: JSON        XBRL Instance as JSON Data -- MetaLinks              386±   571K 
88: ZIP         XBRL Zipped Folder -- 0001410578-22-001880-xbrl      Zip    616K 


‘EX-4.17’   —   Instrument Defining the Rights of Security Holders


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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Exhibit 4.17

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PRIVATE & CONFIDENTIAL

09th May 2022

Shi Qiu

EMPLOYMENT CONTRACT OF SERVICE

Dear Shi Qiu,

We are pleased to offer you an employment with Mercurity Fintech Holding Inc. (hereinafter referred to as The Company), as Chief Executive Officer (CEO)commencing on 09th May 2022, on the terms and conditions stated herein.

1.Scope of Duties:

You may be employed by the Employer in a position other than Chief Executive Officer upon the employer notifying you in writing of such assignment. You will duly and diligently perform all the duties assigned to you while in the employment and truly and faithfully account for and deliver to the Employer all money, securities and things of value belonging to the Employer which you may from time to time receive for, from or on account of the Employer.

2.Emolument:

The Company is offering you a basic salary of US Dollars $3000 Only per month based on your declared working experience, knowledges, and skills during the interview.

Monthly Salary are calculated from the 1st of the month till end of month. Payout period for basic salary will be on or before 7 days on the month and overtime pay is on or before 14 days on the month.

Bonus, if any, will be payable based on your personal performance and overall performance of the Company and at the sole discretion of the Management.

3.Term of Employment:

Your appointment is subject to a probationary period of three (3) months continuous service, depending on your performance. During this probationary period, either party is allowed to terminate this employment agreement by giving twenty one (21) days notice in writing or paying twenty one (21) days salary in lieu thereof. If you are found not satisfactory during the first three (3) months probation, the Company reserves the right to have an extension on your probation up to six (6) months. Upon completing your probation period you are deem to be confirmed, unless otherwise notified by your supervisor or the management.

Upon confirmation, either party is allowed to terminate this employment agreement by giving one (1) months notice in writing. Offsetting of notice period against unutilized annual leave is not allowed.

The Employer, without prejudice to any remedy it may have against the you, shall have  the right to summarily terminate this agreement, and your employment shall be terminated immediately without notice and without pay in lieu of notice, upon the breach by you of the terms and conditions of employment, if you commit any offence against the law of the country of state in which you are for the time being employed, if you become involved in serious financial difficulties, in the event you are guilty of wilful disobedience of Employers order, of gross negligence or otherwise of misconduct or in the event you commit any act which brings Employer into public disrepute or ridicule. And/or revealing any of the Companys information to third party or causing haarm and damage to the Company.


Upon termination with or without notice of this agreement, you will return all equipment, goods and facilities which have been provided by Employer during the period of employment.

4.Changes in Terms and Conditions of Employment:

Your terms and conditions of employment may be amended from time to time as the  needs of the Employer required. Your performance will be reviewed with you on an  annual basis, which is the time any salary changes will be ordinarily made.

5.Transportation:

The costs of travel from your place of residence to & fro place of work shall be borne by you.

6.Services:

You will devote the whole of your time, attention and ability to the business of the  Employer and will well and faithfully served the Employer and use your best efforts to  promote its interest.

7.Medical Leave

After completing three (3) months continuous service with the Company, you will be entitle to a prorated paid sick leave & hospitalization leave according employment act, upon completion of six (6) months you will entitle to a maximum of fourteen (14) days paid sick leave per year and maximum sixty (60) days (inclusive of the fourteen days sick leave) of hospitalization leave per year.

8.Medical Leave:

After completing three (3) months continuous services with the company, we will  reimburse/absorb the medical expenses (consultation fee only) if your MC was issued by a medical practitioner from a public institution complying to Employment Act.

Such medical attention shall exclude any expenses in respect of maternity, dental, optical and surgical appliances or artificial limbs. It is to be clearly understood that the Company will not be responsible for any medical attention or expense in respect of any member of your family.

Shall you, on account of illness, be admitted into any hospital, the Company will not be liable for any cost occurred.

9.Income Tax:

You are fully responsible for all your personal income tax.

10.Working Hours:

Your official working hours during probationary period shall be as follows:

5 Days Week    -  Monday through Friday

Except on Saturdays, Sundays, and Public Holidays.

Working Hours: 9.00a.m. - 6.00p.m.


11.Rules and Regulations:

You agreed to be bound by and faithfully observe and abide by all the rules and  regulations or guidelines of the Employer (including but not limited to, any office procedural manuals and any confidentiality of information policies or procedures) which are in effect from time to time which are brought to your notice or of which you should be aware. Any breach of Companys confidentiality of information policies or procedures calls for severe discipline and / or termination of employment without compensation. All e-mails received should not be deleted and you are liable for any data loss during your tenture with the Company.

12.Non-Disclosure:

You acknowledge that during your employment with the Company, confidential information of the Employer will be disclosed to you and that any unauthorized disclosure of such information to third parties or use other than for Employers purpose could cause extensive harm to the Employer. Confidential information of the Employer includes any and all trade secrets, confidential, private or secret information of the Employer including without limitations

(i) business and financial information of the Employer,

(ii) business methods and practices of the Employer,

(iii) operations strategies of the Employer,

(iv) such information as the Employer may from time to time designate as being confidential to the Employer.

Confidential information will not include information that is in the public domain or information that falls into the public domain, unless such information falls into the public domain by disclosure or other acts by you or through you.

You undertake with the Employer that you will not during your employment with Company or at any time thereafter, unless prior written consent is given by the Employer, either directly or indirectly, utilize on your own behalf or on behalf of any other person, firm or Company (a person) or divulge to any other person, except as required by the terms and nature of your employment with the Employer, any confidential information of the Employer, you shall use your best endeavours to prevent the unauthorized disclosure or publication of such information. In addition, you agree that you will not copy any confidential information of the Company including any curriculum belonging to the Company nor remove from the Employers premises without the express written permission of the Employer. You recognize and acknowledge that a breach of this provision may result in the termination of your employment and / or the institution of legal proceedings against you.

13.Non-Solicitation of Clients:

You agree that you will not without the prior written consent of the Employer at any  time during your employment with the Employer or for a period of one (01) year from the  termination of your employment however caused (whether your employment is terminated by you or the Employer and whether with our without cause on in breach of this Agreement), either individually or through any Company controlled by you and either on your own behalf or on behalf of any person competing or endeavouring to compete with the Employer, directly or indirectly solicit, endeavour to solicit or gain the custom of, canvass or interfere with any person who is a client of the Employer as at the date of termination of your employment or use your personal knowledge of or influence over any such client to or for your own benefit or that of any other person competing with the Employer.


14.Non-Solicitation of Employees:

You agree that you will not without prior written consent of the Employer, at any time during your employment with the Employer or for a period of one (01) year from the date of termination of your own employment however caused (whether your employment is terminated by you or the Employer and whether with or without cause in breach of this Agreement), either individually or through any Company controlled by you and either on your behalf or on behalf of any other person competing or endeavouring to compete with the Employer, directly or indirectly solicit for employment, or endeavour to employ or retain as an independent contractor or agent, any person who is an employee of the Employer as of the date of termination of your employment or was an employee of the Employer at any time during one (01) year prior to the termination of your employment. You further agree that should you be approached by a person who is or has been an employee of the Employer during the period described above, you will not offer to nor employ or retain as an independent contractor or agent any such person for a period of one (01) year following the termination of your employment.

15.Owner of Intellectual Property:

If during your employment with the Company, you at any time whether during the course of your normal duties or other duties specifically assigned to you (whether or not during normal working hours), either alone or in conjunction with any other person create or develop any intellectual property (including any work in which copyright subsists or may subsist) you shall immediately disclose same to the Company. You also agree that all such intellectual property and the copyright and other intellectual property rights therein will be owned by the Company for the full term in which such rights exist or are capable of existing.

16.Return of Companys Property:

Upon any termination of your employment, you will at once deliver to the Company all documents, effects, money or other property belonging to the Company or for which the Company is liable to others which are in your possession, charge, control or custody. If you do not return the properties to the Company, the Company reserves the right to take legal action against you to recover the said property / properties.

17.Deductions:

Employer is authorized to deduct from your remuneration such sums as may be required to be deducted or withheld under the provisions of any law now in effect or hereafter put into effect during the terms of this Agreement, including, but not limited to, social security, Employees Central Provident Fund contributions and withholding income tax, if any, as

well as such other sums as may be agreed with you from time to time.

18.Governing Laws:

This Agreement will be governed by and construed in accordance with the laws of Cayman Islands.


We look forward to you joining our team and are hopeful that the qualities you bring with you will be of great assistance in the development of our company. It is hoped that you will have a long lasting and successful career with our Company.

Please kindly indicate your acceptance of our offer by signing and returning the duplicate copy of this letter to us.

Yours Sincerely,

Mercurity Fintech Holding Inc.

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Keith Tan JunJie

Director

I,     SHI QIU                                             of accepted the foregoing terms and conditions of my appointment as    CEO                “ and shall report for duty on 9/MAY/2022.

--------------------------------------

Name: SHI QIU

Date:9/MAY/2022



7 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/23/24  Mercurity Fintech Holding Inc.    20-F       12/31/23  127:34M                                    M2 Compliance LLC/FA
 3/20/24  Mercurity Fintech Holding Inc.    F-1/A                  3:1M                                     M2 Compliance LLC/FA
 1/19/24  Mercurity Fintech Holding Inc.    F-1/A                  3:1M                                     M2 Compliance LLC/FA
11/14/23  Mercurity Fintech Holding Inc.    F-1/A                  7:31M                                    M2 Compliance LLC/FA
 9/01/23  Mercurity Fintech Holding Inc.    F-1/A                  4:807K                                   Toppan Merrill/FA
 5/30/23  Mercurity Fintech Holding Inc.    F-1                    6:685K                                   Toppan Merrill/FA
 4/25/23  Mercurity Fintech Holding Inc.    20-F       12/31/22   95:14M                                    Toppan Merrill/FA2


6 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/07/22  Mercurity Fintech Holding Inc.    6-K/A       2/07/22    3:115K                                   Toppan Merrill/FA
 9/24/21  Mercurity Fintech Holding Inc.    S-8         9/24/21    4:210K                                   Toppan Merrill/FA
 4/28/21  Mercurity Fintech Holding Inc.    20-F       12/31/20   90:9.2M                                   Toppan Merrill/FA
 6/12/20  Mercurity Fintech Holding Inc.    20-F       12/31/19  103:10M                                    Toppan Merrill/FA
 8/19/15  Mercurity Fintech Holding Inc.    S-8         8/19/15    5:607K                                   Toppan Merrill/FA
 3/30/15  Mercurity Fintech Holding Inc.    F-1/A       3/27/15   11:6.2M                                   Toppan Merrill-FA
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Filing Submission 0001410578-22-001880   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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